-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vv3y+e9xlRhBxL8YWxTHShxeKdz2mRG3/ulGDCZV71zXe6NL7uZVCr0g1Kql7mHZ iKl1YsbD+78ylJxlsd6zRw== 0001179022-06-000068.txt : 20060412 0001179022-06-000068.hdr.sgml : 20060412 20060412100603 ACCESSION NUMBER: 0001179022-06-000068 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060410 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20060412 DATE AS OF CHANGE: 20060412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENTIVA HEALTH SERVICES INC CENTRAL INDEX KEY: 0001096142 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 364335801 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15669 FILM NUMBER: 06754905 BUSINESS ADDRESS: STREET 1: 3 HUNTINGTON QUADRANGLE 2S CITY: MELVILLE STATE: NY ZIP: 11747-8943 BUSINESS PHONE: 6315017000 MAIL ADDRESS: STREET 1: 3 HUNTINGTON QUADRANGLE 2S CITY: MELVILLE STATE: NY ZIP: 11747-8943 FORMER COMPANY: FORMER CONFORMED NAME: OLSTEN HEALTH SERVICES HOLDING CORP DATE OF NAME CHANGE: 19991001 8-K 1 form8k041006.htm FORM 8-K Gentiva Form 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 10, 2006


GENTIVA HEALTH SERVICES, INC.
(Exact Name Of Registrant As Specified In Charter)


         

Delaware
(State of Incorporation)

 

1-15669
(Commission File No.)

 

36-4335801
(I.R.S. Employer
Identification No.)

3 Huntington Quadrangle, Suite 200S
Melville, New York 11747-4627

(Address of principal executive offices, including zip code)

(631) 501-7000
(Registrant's telephone number, including area code)

Not applicable
(Former name or address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

:  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

:  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

:  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

:  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 1.01. Entry into a Material Definitive Agreement

On April 10, 2006, the Compensation, Corporate Governance and Nominating Committee (the "Committee") of the Board of Directors of Gentiva Health Services, Inc. (the "Company") met and approved annual performance goals for bonuses payable to the executive officers of the Company under the Gentiva Health Services, Inc. Executive Officers Bonus Plan, as amended (the "Plan"), for the 2006 fiscal year. Following completion of fiscal year 2006, the Committee will determine the extent to which the performance goals were satisfied. The executive officers' target bonuses range from 35% to 60% of annual base salary, except for the Chief Executive Officer, whose target bonus is 100% of annual base salary, and each executive officer can earn maximum bonus compensation up to 200% of his or her base salary, depending on the extent to which the goals are met or exceeded. The Plan was approved by the Company's shareholders on May 6, 2005, and filed as Appendix A to the Company's definitive Proxy Statement filed April 6, 2005.

Each eligible executive's goals for determining 2006 bonus eligibility and amount are based upon a combination of criteria related to overall Company financial performance and individually tailored performance criteria. For the executive officers, the Company financial performance goals include achievement of designated levels of revenue and earnings before interest, taxes, depreciation and amortization (EBITDA) for the fiscal year, including the annual run rate for each of revenue and EBITDA based on fourth quarter 2006 results. The individual goals vary by executive officer depending on his or her areas of responsibility, and include various qualitative and quantitative measures that are intended to add economic value and to align each executive officer's compensation with expectations of leadership and achievement placed on the individual to realize various aspects of the Company's business plan.

 


 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  GENTIVA HEALTH SERVICES, INC.
(Registrant)
Date: April 12, 2006
   /s/ John R. Potapchuk                                      
  John R. Potapchuk
Senior Vice President and Chief Financial Officer
   
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